DIAMOND OFFSHORE DRILLING INC. 2024-2025 Proxy Voting Records

Description as filed by funds: To vote on a proposal to adopt the Agreement and Plan of Merger, dated June 9, 2024 (as it may be amended from time to time, the "merger agreement"), by and among Noble Corporation pic, a public limited company organized under the Laws of England and Wales ("Noble"), Dolphin Merger Sub 1, Inc., a Delaware corporation and indirect wholly owned subsidiary of Noble ("Merger Sub 1"), Dolphin Merger Sub 2, Inc., a Delaware corporation and indirect wholly owned subsidiary of Noble ("Merger Sub 2"), and Diamond Offshore Drilling, Inc., a Delaware corporation ("Diamond Offshore"), pursuant to which, and upon the terms and subject to the conditions set forth therein, Merger Sub 1 will be merged with and into Diamond Offshore (the "first merger"), with Diamond Offshore surviving and becoming an indirect wholly owned subsidiary of Noble, and immediately thereafter, Diamond Offshore, as the surviving entity in the first merger, will merge with and into Merger Sub 2 (together with the first merger, the "mergers," and the mergers, together with the other transactions contemplated by the merger agreement, the "transactions"), with Merger Sub 2 surviving and continuing as an indirect wholly owned subsidiary of Noble;

DIAMOND OFFSHORE DRILLING INC.’s own tally for this item (“1. Adoption of the Merger Agreement”): 80,115,016 for, 86,308 against — passed, per its Form 8-K filed August 27, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “At the Special Meeting, Proposal 1 was approved by the affirmative vote of the holders of a majority of the outstanding shares of the Common Stock entitled to vote on the proposal.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares outstanding (“majority of the outstanding”).

The 75 asset managers below reported 34,660,788 for, 97,320 abstained.

Showing the 25 largest of 75 asset managers. See all 75 in the interactive database.

Description as filed by funds: To approve the adjournment of the special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to adopt the merger agreement.

The 72 asset managers below reported 34,044,689 for, 571,562 against, 97,320 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

The 2 asset managers below reported 44,502 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: To vote on an advisory, non-binding proposal to approve the compensation that may be paid or become payable to Diamond Offshore's named executive officers that is based on or otherwise related to the transactions.

DIAMOND OFFSHORE DRILLING INC.’s own tally for this item (“2. Approval, on an advisory, non-binding basis, of the compensation of Diamond Offshore's named executive officers”): 79,459,816 for, 691,011 against — passed, per its Form 8-K filed August 27, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 was approved, on an advisory basis, by the affirmative vote of the holders of a majority of the shares of Common Stock present in person or represented by proxy at the Special Meeting and entitled to vote on the proposal.”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 70 managers: 34,711,597 for, 1,974 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 155 managers: 50,492,954 for, 125,078 against, 14,540 abstained, 4,832 not voted. Showing the 25 largest; see all in the interactive database.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports, all 2 managers: 44,502 for.

Institutional-manager reports, all 4 managers: 1,042,910 for.